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PX14A6G 1 d54211px14a6g.htm

United States Securities and Exchange Commission Washington, D.C. 20549

Notice of Exempt Solicitation Pursuant to Rule 14a-103

Name of the Registrant: .com, Inc.

Name of persons relying on exemption: The Sisters of St. Joseph of Brentwood; American Baptist Home Mission Society; Friends Fiduciary Corporation; Maryknoll Sisters; Robeco Institutional Asset Management B.V.; Sisters of Charity of St. Elizabeth, NJ; Sisters of St. Dominic of Amityville; Sisters of St. Francis of Philadelphia; and Unitarian Universalist Association.

Address of persons relying on exemption: Investor Advocates for Social Justice, 40 S Fullerton Ave Montclair, NJ 07042

Written materials are submitted pursuant to Rule 14a-6(g) (1) promulgated under the Securities Exchange Act of 1934. Submission is not required of this filer under the terms of the Rule, but is made voluntarily in the interest of public disclosure and consideration of these important issues.

The proponent urges you to vote FOR the Shareholder Proposal calling for a Report on Customer Due Diligence, Item 4 at the Amazon Annual Meeting of Shareholders on May 26, 2021.

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Summary of the Proposal

Item 4 asks Amazon to commission an independent third-party report assessing its process for customer due diligence, to determine whether customers’ use of its surveillance and computer vision products or cloud-based services contributes to human rights violations.

Support for this Proposal is warranted because:

1. Amazon sells products and services that pose risks to human rights, including civil rights. Products posing high risk of adverse impacts in the hands of Amazon customers include the Doorbell and the App, facial recognition surveillance technology, and platforms. These products increase widespread surveillance and may be used to further racial discrimination in policing and immigration enforcement, infringe on , and violate civil liberties.

2. Failure to have an effective system to monitor customers’ use of products and services for potential human rights violations exposes Amazon to legal, financial, human capital, and regulatory risks, as well as loss of consumer trust. Legislators, customers, investors, and employees have requested increased oversight.

3. Amazon’s current systems for oversight of customer use of its high-risk products and the steps it has taken to respond to human rights risks, including a temporary moratorium on facial recognition sales, are insufficient and do not effectively address the significant risks.

Rationale for Support of the Proposal

1. Amazon.com is best known as the world’s largest e-commerce platform. But the company has expanded rapidly with the introduction of new technologies, products, and services that raise serious concern for their actual or potential civil and human rights impacts.

Those products and services, and associated risks, include:

Amazon Web Services (AWS), with 45% of the global market, is by far the largest provider of Internet “cloud” services in the world, with 2020 revenue of $45 billion.1 AWS currently provides cloud services for over 6,500 government agencies, including the U.S. Department of Defense and the U.S. intelligence community, as well as for governments and government agencies internationally.2 AWS GovCloud will host the Department of Homeland Security’s Homeland Advanced Recognition Technology (HART) system, which will enable unprecedented levels of surveillance of immigrants and U.S. citizens by DHS. 3 The will house sensitive biometric and biographical data on hundreds of millions of people, including iris scans, voiceprints and palmprints, and, in some cases, DNA samples. AWS also contracts with Palantir Technologies to provide technical infrastructure to Immigration and Customs Enforcement (ICE), which has violated human rights.4 AWS made the decision to remove the controversial Parler app from its server, in spite of longstanding violent, hateful and racist speech on the platform, only after Parler was associated with the deadly attack on the U.S. Capitol on January 6, 2021. A more robust, proactive customer due diligence system could have addressed this risk earlier and in a less ad-hoc and more transparent manner.5

2

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Rekognition is a facial surveillance technology app marketed through AWS.6 Rekognition allows customers to “perform face verification... by comparing a photo or selfie with an identifying document such as a driver's license” and to “understand the average age ranges, gender distribution and emotions expressed by the people, without identifying them.” In April 2021, The Seattle Times reported “Amazon is the largest provider of facial recognition technology to U.S. law enforcement, including federal immigration agencies and the FBI.”7 In June 2020, Amazon put in place a one-year moratorium on police use of Rekognition in connection with criminal investigations; however little disclosure on the process, scope, or impact of this is available. Amazon’s moratorium on police use of Rekognition did not address concerns about police use of Ring data or other services.

Amazon has disputed numerous studies that have found Rekognition to be racially biased and inaccurate8, misidentifying people of color at far higher rates than white people. In the hands of Rekognition’s police customers9, racially biased facial recognition technology could exacerbate existing systemic racism and in policing, including police disproportionately targeting people of color for crimes they did not commit.10 For example, in August 2020, a Black man in Detroit, Robert Williams, was falsely arrested and detained for 30 hours by police after being falsely identified by facial recognition technology.11 At least three other men are known to have been falsely arrested, and detained in jail, due to police use of facial recognition technology — they are all Black.12 In fact, even Amazon’s efforts to “improve” the ability of its facial recognition technology to recognize people of color have violated laws and threatened civil liberties. Along with , Amazon’s use of Diversity in Faces, a dataset of 1 million facial images that is intended to train facial recognition algorithms to better recognize faces of color, violated the Illinois Biometric Information Privacy Act (BIPA), which prohibits companies from profiting off individuals’ biometric data without their consent.13

Amazon does not know how many customers are using Rekognition, which is a prerequisite to effective customer oversight. In a 2020 PBS documentary, AWS CEO said about police use of Rekognition,: “I don't think we know the total number of police departments that are using facial recognition technology.”14

Ring15 is a home security and “smart home” doorbell system that brings unprecedented surveillance to neighborhoods and through collaborations with police departments. Without delivering any measurable increase to achieve its so-called purpose to improve “safety”,16 Ring cameras pose a threat to basic privacy rights, disproportionately impacting communities of color. Customers of Ring cameras have experienced racist attacks17, ransom demands, harassment, and threats, including attacks targeted at children18. In 2020, an Amazon engineer stated publicly19: “[Ring’s] privacy issues are not fixable with regulation and there is no balance that can be struck. Ring should be shut down immediately.” The fact that Ring has even fired20 its own employees for watching customers’ videos demonstrates the security vulnerabilities with its products.

Ring-police partnerships present civil rights and civil liberties concerns: according to the Electronic Frontier Foundation21, even if Ring customers choose not to give police the option of contacting them for their data, police may still gain access to customer data by delivering a warrant to Amazon. The relationship between police and Ring leaves communities of color and all communities vulnerable to discriminatory and unjust surveillance in the absence of clear guidance, oversight, and accountability over potential misuse. In February 2021, emails obtained by the Electronic Frontier Foundation confirmed that “the LAPD sent requests to Amazon Ring users specifically targeting footage of Black-led protests against police violence that occurred in cities across the country last summer.”22 In August 2021, a Newsweek headline read: “Police Are Monitoring Black Lives Matter Protests With Ring Doorbell Data and Drones, Activists Say.”23

3

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Ring benefits as police and local governments advertise24 Ring products in exchange for access to data. In 2019, The Guardian revealed that “Ring uses corporate partnerships to shape the communications of police departments it collaborates with, directing the departments’ press releases, posts and comments on public posts.”25 Yet, Ring has tried to downplay the extent to which police are able to access customer footage.

Reports26 suggest Ring is considering adding facial recognition technology, Rekognition27, to its products. Specifically, Ring is seeking to patent a technology to identify a partial facial image by combining images from two or more cameras, a powerful surveillance tool that can be used by neighborhood watch groups or municipal camera systems.28

Neighbors is a social media application targeting Ring customers which “enables community members – and, in some cases, law enforcement – to work together in order to reduce crime,” according to the company.29 In 2020, Neighbors reached 10 million users.30 While the Neighbors app guidelines prohibit hate speech and racial profiling, these incidents occur on the platform.

In 2021, a security flaw in Ring’s Neighbors App exposed the exact locations and home addresses of Ring users.31 A similar incident was reported in 2019, when potential locations of up to tens of thousands of Ring cameras were revealed using data on Neighbors.32 In these incidents, Amazon violated customers' privacy by enabling customer misuse of Ring and Neighbor users’ data. Ring’s partnerships with thousands of local police and fire departments33 poses civil rights risks.

In addition, Amazon markets the Echo, Dot, and Alexa smart speakers; Amazon customers have connected 100 million home devices to Alexa.34 Amazon has begun integrating Alexa across non- Amazon products including cars, shopping, entertainment, and “smart home” devices; Fiat Chrysler has begun using Alexa Custom Assistant in its vehicles.35 Each of these connected devices pose privacy risks if private customer voice data were to be exposed.

In 2020 and so far in 2021, Amazon has introduced several new, currently unregulated technology products, services and patents, each of which collect large amounts of highly personal data and pose surveillance, civil liberties, and civil and human rights concerns. The collection and analysis of bodily characteristics (biometrics) is an invasion of privacy. Effective, independently reviewed, and accountable preventative risk mitigation strategies, including customer due diligence, are needed. As these products come to market, controls must be put in place to ensure that its customers do not use these products in a matter that infringes on human rights and civil liberties and that Amazon will not share this data with government entities or other third parties who may use the data to violate civil and human rights and civil liberties. New technologies and potential risks include :

● Ring Always Home Cam,36 an autonomous flying surveillance drone intended for home use.37

● Halo, a wearable fitness and health tracker that tracks, monitors and analyzes a person’s tone of voice (“emotional tone”), body fat, body temperature, sleep patterns, and other biometric data in real time.38 It is seeking a patent for “predicted personalized 3D body models of the body when one or more body measurements (e.g. body fat, body weight, muscle mass) are changed39

4

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● Alexa for Residential, a program which encourages property managers and landlords to add Alexa devices to their buildings and rental units “to offer custom voice experiences that go beyond the walls of their apartments.”40 Amazon also rolled out Blink Outdoor and Indoor smart home security cameras.41

● Amazon One, palm scanning technology, which enables customers to purchase items by waving their hand over the scanning device.42 It has been introduced into Whole Foods and stores and signed up thousands of users to this system, and Amazon reportedly seeks sell to retailers, stadiums, and office buildings.43

Amazon continues to share customer information with the government. In 2020, Amazon reported in its Transparency Report an increasing number of demands for user data made by U.S. federal and local law enforcement compared to the prior year, noting that the company received 23% more search warrants and subpoenas, and a 29% increase in court orders.44 The number of requests to AWS also increased from Amazon.com retail storefront, devices and its Kindle and Fire tablets.

2. Amazon’s existing due diligence systems do not ensure effective oversight of customer use of its technology and surveillance products, which may be used in ways that threaten civil and human rights and present material risks.

Customer due diligence and oversight, and transparent disclosure about these practices, is appropriate, especially given the nature of the products being used, the high likelihood of potential harm, the sensitivity of the data (e.g. biometric data, video footage inside the home), and the severity of the harm that may be caused.45 A customer use agreement without adequate and transparent systems in place to ensure it is effective is meaningless. While its Statement in Opposition to the proposal references enhanced legal terms and customer use agreements, in the absence of an independent third-party report demonstrating these are effective to mitigate risks associated with customers’ use of its products, the Company and its shareholders remain exposed to significant risks. The AWS Trust and Safety team reportedly has only 100 workers to monitor a business that has 45% of the global market for data storage and processing services.46 The company appears to leave monitoring in the hands of its customers. Amazon’s Vice President for Public Policy, Brian Huseman wrote: “Ring’s Terms of Service state that users are responsible for their use of our products and services, including use in accordance with any applicable privacy laws. ”47 Amazon also states: “Each law enforcement agency has its own requirements, protocols, and security measures for materials stored in its files. Ring does not impose requirements beyond law enforcement’s own procedures.”48

While Amazon indicates in its Opposition Statement that the Board has reviewed Ring and Rekognition, it does not clarify whether the Board members have adequate expertise on human rights to evaluate these risks nor does it explain how its measures address the request of the proposal to evaluate whether the use of its products and services harm human rights and civil liberties.

The requested disclosure describing Amazon’s customer due diligence processes that better control or limit future use cases would be beneficial for respecting human rights,49 and is analogous to Know Your Customer reporting used in other sectors such as banking or finance. Given the prevalence and frequency of data breaches, and infringement on privacy and civil rights, it is clear that Amazon’s existing systems — primarily, its contractual obligations with customers and Acceptable Use Policy — are ineffective at managing risks.

5

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The processes Amazon references in its Opposition Statement to Item 4 fail to evaluate whether customers are using technologies in ways that violate human rights and do not demonstrate that the requested report is unnecessary. The chart below notes key gaps in information regarding Amazon’s measures, as well as unaddressed concerns for shareholders related to customer due diligence:

Text from Amazon’s Opposition Statement to Item 4 Unaddressed Customer Due Diligence Concerns “...we have contractual restrictions that prohibit the use of for anything ● How does Amazon monitor or enforce its contractual restrictions for Rekognition illegal, harmful, fraudulent, infringing, or offensive, as well as specific guidance and requirements customers? regarding public disclosure, training, and other safeguards.” ● If Amazon does not know how many law enforcement customers use Rekognition, how would Amazon know if a law enforcement customer had misused the technology or violated its contractual restrictions? ● Does the referenced guidance address human rights impacts? “We also have a mechanism to allow third parties to report potential abuses of the technology, and ● How does Amazon monitor third parties using its surveillance, cloud or computer vision in the four-plus years AWS has been offering Amazon Rekognition, we have not received a single technologies? report of use in the harmful manner posited in the proposal.” ● To what extent does Amazon rely on customers to report customer misuse of its products? ● How would an average person be aware that Rekognition was being used, and that it was connected to a negative impact, and that a grievance mechanism is available and accessible to them? “Ring limits potential misuse of its products and services in numerous ways, including designing its ● How does Ring monitor or enforce the Neighbor’s App community guidelines, and what Neighbors App to allow users to choose whether and what to share, enforcing strict limitations on a data demonstrate the effectiveness of this enforcement in preventing racial profiling, hate public safety agency’s use of Neighbors to ask users for video recordings, and requiring users to speech and other forms of discrimination on the platform? abide by community guidelines that prohibit racial profiling, hate speech, and other forms of ● How does Ring protect the privacy of people (including non-customers) whose video or discrimination.” image is collected and shared — including with police — on the Neighbors App? ● If a Ring customer consents to police use of their data, how does